SGX RegCo Publishes Best Practices Guide For Singapore Lawyers

Source: Regulation Asia Editors, Regulation Asia 2020-06-29

The Guide offers clarity to Singapore lawyers on regulatory submissions on behalf of listed companies, establishing a baseline standard for their conduct.

SGX RegCo (Singapore Exchange Regulation) and the Law Society of Singapore have jointly issued a Best Practices Guide setting out recommendations and best practices for Singapore lawyers making submissions to SGX RegCo on behalf of listed issuers.

The Guide sets out certain recommendations and best practices and covers matters including consultations on interpretations of the Listing Rules, applications for waivers, and submission of circulars and similar documents to shareholders in relation to corporate actions.

“Each member of our market community has a role to play in ensuring a well-governed market and the protection of investors’ interests. Lawyers do so by upholding the legal framework underpinning corporate finance activities,” SGX RegCo CEO Tan Boon Gin.

“This Guide sets out our expectations for Singapore lawyers in the course of regulatory submissions and seeks to ensure that his conduct fulfils the statutory, common law and ethical standards and duties expected of him.”

The Guide incorporates a new administrative measure requiring law firms for covered transactions to be named in the shareholder circulars. “This will foster greater accountability and give a sense of ownership as well as appropriately honour our law firms,” said Law Society of Singapore President Gregory Vijayendran.

According to TSMP Law Corporation partner Adrian Tan, cited by The Business Times, the guide provides a much-needed ‘safety net’ for lawyers, providing certainty when a lawyer’s duty is discharged and making it easier to know what to do when dealing with listed companies and regulators. Previously, he said, lawyers advising listed companies could only rely on ‘oral tradition’, personal experience and uneven training.

SGX RegCo also said it may consider the principles in the Guide when determining if in-house counsel at listed companies have fulfilled their responsibilities under the Listing Rules. “The failure to do so will result in a directive by SGX Regco that the listed company terminate his appointment and appoint a replacement,” it said.

The Guide, available here, took effect from Friday (16 June).

SGX RegCo Publishes Best Practices Guide For Singapore Lawyers

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